SF2023 - INTERGOVERNMENTAL AGREEMENT (2023).PDF

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1097602350\1\AMERICAS 
COOPERATIVE/INTERGOVERNMENTAL AGREEMENT 
FOR 
THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF PHOENIX, ARIZONA 
AND THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA 
SERIES 2023 SINGLE FAMILY MORTGAGE REVENUE BOND PROGRAM 
This COOPERATIVE/INTERGOVERNMENTAL AGREEMENT, dated and effective as of 
October 18, 2023 (this “Agreement”), is between THE INDUSTRIAL DEVELOPMENT AUTHORITY OF 
THE CITY OF PHOENIX, ARIZONA (the “Phoenix Authority”), and THE INDUSTRIAL DEVELOPMENT 
AUTHORITY OF THE COUNTY OF MARICOPA (the “Maricopa Authority” and, together with the Phoenix 
Authority, the “Authorities”), each a nonprofit corporation recognized, existing under and designated as a 
political subdivision of the State of Arizona, pursuant to the Industrial Development Financing Act, Title 35, 
Chapter 5, of the Arizona Revised Statutes (the “Act”), the CITY OF PHOENIX, ARIZONA, an Arizona 
municipal corporation (the “City”), and MARICOPA COUNTY, ARIZONA, a body politic and corporate of the 
State of Arizona (the “County”). 
RECITALS 
A. 
The public purpose of the Phoenix Authority and the Maricopa Authority as expressed in the 
legislative history of the Act, includes, among other things, the encouragement of investment and lending by 
private enterprise for, and the stimulation of construction and rehabilitation of, housing for low and moderate 
income families. 
B. 
Under the Act, the Phoenix Authority and the Maricopa Authority have the power, either 
individually or jointly, to issue single family mortgage revenue bonds and mortgage credit certificates. 
C. 
The Authorities have determined that it is desirable to develop a meaningful home ownership 
program to serve the needs of low and moderate income families and it is in the best interest of the citizens of 
the City and Maricopa County to cooperate in the creation and implementation of a joint single family mortgage 
revenue bond program for the entire Phoenix/Maricopa County area. 
D. 
The Authorities intend to jointly issue mortgage revenue bonds in multiple series and subseries 
(the “Series 2023 Program Bonds”) to implement the Series 2023 Program (as defined herein) pursuant to a plan 
of finance approved by each of the Authorities to benefit the citizens of their combined jurisdictions during the 
mortgage loan origination period to occur in the calendar years 2023, 2024 and 2025. 
E. 
Consistent with the terms and conditions set forth below and as contained in the summary of Series 
2023 Program terms, attached hereto as Exhibit A (the “Program Summary”), and pursuant to Sections 11-952, 
35-706.G and 35-761 of the Arizona Revised Statutes, the Phoenix Authority, the Maricopa Authority, the City and 
the County desire to enter into this Agreement, specifying the terms and conditions under which the Authorities 
agree to jointly create and implement the Series 2023 Program beginning in calendar year 2023. 
AGREEMENT 
NOW, THEREFORE, the Phoenix Authority, the Maricopa Authority, the City and the County hereby 
agree as follows: 
1. 
Definitions. The following words and phrases shall have the following meanings unless 
otherwise expressed or provided or unless the context clearly requires otherwise. 
“Administration Fees” means all issuer or administrative fees to be received by the Authorities under 
the Indenture.

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“Agreement” means this Cooperative/Intergovernmental Agreement.  
“Authority” means either the Phoenix Authority or the Maricopa Authority, as applicable. 
“Authority Staff” means (i) in the case of the Phoenix Authority, Juan Salgado, Chief Executive Officer, 
and Murray Boess, Chief Financial Officer, and (ii) in the case of the Maricopa Authority, Shelby Scharbach, 
Executive Director, Gregg Ghelfi, Business Development Officer, Janis Larson, Administrator, and Mary Misic, 
Administrator. 
“City” means the City of Phoenix, Arizona. 
“Co-Team Leaders” means (i) the representative acting on behalf of the Phoenix Authority as may be 
appointed by the Phoenix Authority from time to time with written notice to the Maricopa Authority, and (ii) the 
representative acting on behalf of the Maricopa Authority as may be appointed by the Maricopa Authority from 
time to time with written notice to the Phoenix Authority, both of whom shall jointly manage the Series 2023 
Program as provided in Section 4.6 of this Agreement and take such other action as provided in this Agreement, 
and each of whom shall be initially, (a) in the case of the Phoenix Authority, Murray Boess, and (b) in the case of 
the Maricopa Authority, Gregg Ghelfi. 
“County” means Maricopa County, Arizona. 
“Financing Team” means the attorneys, financial advisors, investment bankers, program administrators, 
corporate trustees, rebate analysts, and other professionals, specialists and consultants necessary to design, 
implement and administer the Series 2023 Program, as selected jointly by the Phoenix Authority and the 
Maricopa Authority. The Financing Team does not include Authority Staff. 
“General Indenture” means the General Indenture of Trust, to be dated as of the first day of the month 
in which the initial series of the Series 2023 Program Bonds is issued, among the Authorities and the trustee 
named therein. 
“Indenture” means, together, the General Indenture and one or more series indentures pursuant to which 
one or more series or subseries of the Series 2023 Program Bonds are issued and secured. 
“Maricopa Authority” means The Industrial Development Authority of the County of Maricopa. 
“Phoenix Authority” means The Industrial Development Authority of the City of Phoenix, Arizona. 
“Program Costs” means all fees, costs, and expenses incurred in connection with the development, 
implementation and administration of the Series 2023 Program, including the fees and expenses of the Financing 
Team, that shall be paid as provided in Section 3 of this Agreement. 
“Program Summary” shall have the meaning assigned to it in Recital E of this Agreement. 
“Residual Assets” means assets held under the Indenture, including cash, securities and outstanding 
mortgage loans, after full defeasance of the Indenture and payment of all related fees, expenses and arbitrage rebate 
liability, if any. 
“Rule” shall have the meaning assigned to it in Section 4.5.1 of this Agreement. 
“Series 2023 Program” means The Industrial Development Authority of the City of Phoenix, Arizona 
and The Industrial Development Authority of the County of Maricopa Series 2023 Single Family Mortgage 
Revenue Bond Program.

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“Series 2023 Program Bonds” means single family mortgage revenue bonds issued jointly by the 
Authorities in multiple series and subseries pursuant to a plan of finance, in an aggregate amount of not to exceed 
$200 million, whose proceeds will be available to finance mortgage loans under the Series 2023 Program within 
the County. 
“State” means the State of Arizona. 
“Termination Date” shall have the meaning assigned to it under Section 5.2.1 of this Agreement. 
“Volume Cap” means any State of Arizona Private Activity Bond Volume Cap contributed by the 
Phoenix Authority and/or the Maricopa Authority to a series or subseries of Series 2023 Program Bonds under 
the Series 2023 Program. 
2. 
Purpose. The purpose of this Agreement is to set forth the terms and conditions under which 
the Authorities will create, implement and administer the Series 2023 Program. It is the intent of each party that 
this Agreement will constitute a cooperative and intergovernmental agreement pursuant to Sections 11-952, 
35-706.G and 35-761 of the Arizona Revised Statutes. 
3. 
Participation.  
3.1 
Scope of Participation. The Phoenix Authority and the Maricopa Authority will 
participate in the Series 2023 Program as set forth in this Section 3. 
3.2 
Shared Control. The Phoenix Authority and the Maricopa Authority will have shared 
control and responsibility for developing, implementing and managing the Series 2023 Program.  
3.3 
Program Development. 
3.3.1 
Program Summary.  The Series 2023 Program shall initially be structured as 
described in the Program Summary. Mutual consent of both the Phoenix Authority and the Maricopa Authority 
is required for modifications, adjustments or additions to the Program Summary. 
3.3.2 
Reservations. The amount of the Series 2023 Program’s funds to be reserved 
and the type of loans for which the Series 2023 Program’s funds will be reserved, if any, will be as specified in 
the Program Summary. The targeted area reservation amount will comply with federal tax law. 
3.3.3 
Types of Loans. The type of mortgage loans to be offered by the Series 2023 
Program will be as specified in the Program Summary. 
3.4 
Shared Revenues and Expenses. 
3.4.1 
Program Costs. Except as set forth in Section 3.5.2 below, the Authorities shall 
share equally all fees, costs and expenses incurred in connection with the development, implementation and 
administration of the Series 2023 Program, including the fees and expenses of the Financing Team, and such fees, 
costs and expenses shall be paid first from the proceeds of or the revenues generated by the Series 2023 Program 
and second from funds contributed by the Authorities to the extent necessary to pay these fees, costs and expenses; 
provided that each Authority has the right, but not the obligation, to contribute such other monies or property as 
it deems necessary or appropriate. 
3.4.2 
Administration Fees and Residual Assets. Each Authority will share the 
Administration Fees and the Residual Assets equally.

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3.5 
Program Participants. 
3.5.1 
Financing Team. The Authorities will have shared control and responsibility 
for negotiating the compensation for the Financing Team for the Series 2023 Program. Each selected member 
of the Financing Team will be required to sign a letter of engagement, addressed to each of the Phoenix Authority 
and the Maricopa Authority, setting forth the scope of the duties to be performed and the basis for compensation 
and reimbursement of such member, with copies submitted to each addressee. 
3.5.2 
Consultants. Each Authority, in its sole discretion, has the right to hire 
consultants, advisors and attorneys in addition to the members of the jointly selected Financing Team and the 
respective Authority Staff; provided that the fees, costs and other compensation of any additional consultants, 
advisors and attorneys will be the sole responsibility of the applicable Authority, unless arrangements for cost 
sharing have been otherwise agreed to by the other Authority in writing. 
3.5.3 
Duty of Loyalty. If requested by the Authorities, each member of the Financing 
Team shall agree as a condition of their engagement in connection with the Series 2023 Program that: (i) the member 
owes a duty of loyalty to each Authority and, in view of the duty, will not take or omit to take any action to the 
prejudice of one Authority over another; and (ii) the member shall endeavor to keep each Authority and its respective 
Authority Staff fully apprised about the status of the Series 2023 Program and promptly reply to requests for 
information from each Authority and its respective Authority Staff. 
3.6. 
Consent. No Authority can legally bind any other Authority without that Authority’s 
express written consent.   
4. 
Program Requirements. 
4.1 
Program Documents. The documents for the Series 2023 Program must contain 
provisions as are reasonably necessary or appropriate to (i) assure that each Authority has timely access to such 
information as is reasonably necessary to monitor the status of the Series 2023 Program and the balance and 
disposition of Administration Fees or Residual Assets, (ii) protect each Authority’s respective interest in any 
Administration Fees or Residual Assets, and (iii) assure that each Authority consents to fully comply and 
cooperate with respect to compliance with federal tax laws and State laws applicable to the Series 2023 Program. 
4.2 
Refunding Opportunities. 
4.2.1 
To the extent permitted by law, the Authorities may agree on the manner that 
refunding and recycling opportunities relating to the contributed Volume Cap utilized in the Series 2023 Program 
for the Series 2023 Program Bonds will be allocated between them, regardless of how much Volume Cap, if any, 
an Authority contributed to a particular series or subseries of the Series 2023 Program Bonds.  In the absence of 
any specific agreement between the Authorities for a particular series or subseries of Series 2023 Program Bonds, 
the refunding and recycling opportunities with respect to the contributed Volume Cap shall be shared by the 
Authorities equally. 
4.2.2 
To the extent permitted by law, the Series 2023 Program documents and any 
other necessary directions to members of the Financing Team will contain the provisions necessary to effectuate 
Section 4.2 of this Agreement. 
4.3 
Allocation of Mortgage Loan Funds. To the extent that the Authorities mutually 
determine that the Series 2023 Program will not be operated on a first-come, first-served basis among lenders 
participating in the Series 2023 Program, the Authorities will mutually determine an alternative method for 
allocating (and, if applicable, re-allocating) mortgage loan funds among lenders participating in the Series 2023 
Program.

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4.4. 
Consent.  
4.4.1 
Any action taken in connection with the Series 2023 Program will be with the 
mutual consent of the Phoenix Authority and the Maricopa Authority, unless otherwise identified or described 
in this Agreement, the Indenture or any of the other documents executed by both the Phoenix Authority and the 
Maricopa Authority in connection with the Series 2023 Program. 
4.4.2 
Without limiting the generality of the foregoing Section 4.4.1, the following 
list of items requires the mutual consent of the Phoenix Authority and the Maricopa Authority: 
(a) 
optional redemption of each series or subseries of Series 2023 Program 
Bonds; 
(b) 
engagement of legal and financial professionals or other consultants, 
except as engaged pursuant to Section 3.5.2; 
(c) 
audits of funds and accounts held under the Indenture or other aspects 
of the Series 2023 Program; 
(d) 
directing legal or administrative proceedings in connection with the 
enforcement of obligations under the Series 2023 Program of the trustee, servicer, lenders, underwriters, or any 
other participant of the Series 2023 Program; 
(e) 
extensions or other modifications of the origination period; 
(f) 
approval of the Series 2023 Program’s marketing plan and any 
material changes or modifications thereto; and 
(g) 
form and content of all filings required by the Internal Revenue Code 
and related regulations or by any other state or federal agency. 
4.5 
Continuing Disclosure Undertaking. 
4.5.1 
Each Authority acknowledges and agrees to provide disclosure information 
for purposes of the Securities and Exchange Commission Rule 15c2-12 (the “Rule”). 
4.5.2 
Approval of each Authority is required of any documentation proposed to be 
submitted in compliance with the Rule; provided that if any Authority is concerned about the form, substance, 
accuracy or completeness of any submission, and the concern is not otherwise addressed, then the difficulty will 
be resolved by a written opinion given by an independent law firm experienced in related disclosure matters. 
4.6 
Program Oversight; Communication Protocol. 
4.6.1 
The development, implementation and management of the Series 2023 
Program shall be overseen by the Chief Executive Officer of the Phoenix Authority and the Executive Director 
of the Maricopa Authority. Each of the Chief Executive Officer of the Phoenix Authority and the Executive 
Director of the Maricopa Authority shall be responsible for obtaining in a timely manner such authorizations, 
approvals and consents from the Board of Directors of the Phoenix Authority or the Maricopa Authority, 
respectively, as may be necessary or appropriate to develop, implement and manage the Series 2023 Program. 
4.6.2 
Except for those matters that the Chief Executive Officer of the Phoenix 
Authority or the Executive Director of the Maricopa Authority have expressly reserved for their judgment and 
any matters that may have a material and adverse effect on the Series 2023 Program, the authority to develop,

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implement and manage the Series 2023 Program in accordance with the Program Summary, including, without 
limitation, the daily management of the Financing Team, is hereby delegated to the Co-Team Leaders. The 
Co-Team Leaders will have joint responsibility for making decisions concerning the development of the Series 
2023 Program. In the event the Co-Team Leaders are not able to reach consensus with respect to a given issue, 
the Co-Team Leaders shall take or omit to take such actions with respect to the issue as are necessary to further 
the implementation of the Series 2023 Program until such a time as the Chief Executive Officer of the Phoenix 
Authority and the Executive Director of the Maricopa Authority can be consulted for a final determination. 
4.6.3 
Commencing the date of this Agreement and continuing through the date of 
issuance of all of the Series 2023 Program Bonds, the Co-Team Leaders will submit reports on the status of the 
Series 2023 Program to the Board of Directors of the Phoenix Authority or the Maricopa Authority, as applicable, 
at intervals established by Board of Directors of the Phoenix Authority or the Maricopa Authority, as necessary. 
Status reports may be in writing and given orally, as directed by the applicable Board of Directors. 
4.6.4 
The implementation of the Series 2023 Program will be overseen by the 
Authorities, including but not limited to decisions relating to the number of series or subseries of Series 2023 
Program Bonds, the sizing and pricing of each series or subseries of Series 2023 Program Bonds, mortgage loan 
rates and issuer fees. 
4.6.5 
All parties will cause routinely available information and reports on the Series 
2023 Program and reports available on a commercially reasonable basis to be provided to all other parties as 
may be reasonably requested from time to time. The costs for providing such reports shall be Program Costs. 
Special reports may be made available at the sole cost of the requesting party. The determination as to whether 
information and reports are routinely available, available on a commercially reasonable basis or special reports 
shall be within the reasonable judgment of the Co-Team Leaders. 
5. 
Term.  
5.1 
Effective Date. Unless this Agreement is terminated earlier as set forth in the provisions 
of Section 5.2 below, this Agreement shall be effective upon the execution by all of the parties and shall remain 
effective (a) with respect to matters relating to the issuance of Series 2023 Program Bonds and origination of the 
mortgage loans funded thereby, in calendar years 2023, 2024 and 2025, and (b) with respect to all other matters 
relating to the Series 2023 Program, as long any Series 2023 Program Bonds remain outstanding. 
5.2 
Termination.  
5.2.1 
Prior to the issuance of the first series of the Series 2023 Program Bonds, this 
Agreement may be terminated by either the Phoenix Authority or the Maricopa Authority upon giving 15 days 
written notice, the notice shall state the date of termination (the “Termination Date”). 
5.2.2 
In the event that all or any portion of the Series 2023 Program Bonds are not 
issued under the Series 2023 Program as contemplated herein or this Agreement is terminated in accordance 
with Section 5.2.1, all fees, costs and expenses incurred in connection with the development of the Series 2023 
Program, including any fees and expenses payable to members of the Financing Team, will be paid by the 
Authorities equally or as otherwise may be agreed to by the Authorities. 
5.2.3 
In the event a notice of termination of this Agreement is given pursuant to 
Section 5.2.1, the parties agree to comply with the following procedure: 
(a) 
The Co-Team Leaders will prepare or cause to be prepared an 
accounting of all fees, costs and expenses incurred by or on behalf of each Authority for the development of the 
Series 2023 Program (the “Accounting”) that, together with supporting invoices, receipts and other records, shall 
be submitted to the Board of Directors of each Authority no later than the Termination Date.

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(b) 
Within 15 days of the Termination Date, each Authority will tender 
payment or reimbursement of all amounts the Authority is responsible for paying as set forth in the Accounting. 
(c) 
Notwithstanding any provision herein to the contrary, if either the 
Co-Team Leaders or any Authority disagrees in good faith as to the amount, allocation or appropriateness of any fee, 
cost or expense of developing the Series 2023 Program, the payment or reimbursement of the fee, cost or expense 
will be segregated from the balance of the Accounting and will be addressed in accordance with the procedure 
provided in Section 8.7. 
6. 
Representations of the Phoenix Authority. 
6.1 
Authorization. The Phoenix Authority has full power and authority to enter into this 
Agreement and the execution, delivery and consummation of this Agreement by the Phoenix Authority has been 
duly authorized. 
6.2 
No Violation of Laws. Neither the execution, delivery nor performance of this 
Agreement by the Phoenix Authority violates or will violate the Phoenix Authority’s articles or bylaws, the Act, 
or any resolution of the Phoenix Authority. 
7. 
Representations of the Maricopa Authority. 
7.1 
Authorization. The Maricopa Authority has full power and authority to enter into this 
Agreement and the execution, delivery and consummation of this Agreement by the Maricopa Authority has 
been duly authorized. 
7.2 
No Violation of Laws. Neither the execution, delivery nor performance of this 
Agreement by the Maricopa Authority violates or will violate the Maricopa Authority’s articles or bylaws, the 
Act, or any resolution of the Maricopa Authority. 
8. 
General Provisions. Except to the extent inconsistent with the express language of the foregoing 
provisions of this Agreement, the following provisions shall govern the interpretation, application, construction 
and enforcement of this Agreement. 
8.1 
Notices. Any document, notice, consent or other communication (“Notice”) required 
or permitted under this Agreement shall be in writing and either delivered in person, sent by facsimile 
transmission or email, or deposited in the United States mail, postage prepaid, addressed as follows: 
Notices to the Phoenix Authority shall be sent to: 
Juan Salgado 
Chief Executive Officer 
The Industrial Development Authority 
   of the City of Phoenix, Arizona 
2201 East Camelback Road, Suite 405B 
Phoenix, Arizona 85016 
Email: jsalgado@phoenixida.com 
with a copy to:

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Murray Boess 
Chief Financial Officer 
The Industrial Development Authority 
   of the City of Phoenix, Arizona 
2201 East Camelback Road, Suite 405B 
Phoenix, Arizona 85016 
Email: mboess@phoenixida.com 
and 
Brigitte Finley Green, Esq. 
Squire Patton Boggs (US) LLP 
2325 East Camelback Road, Suite 700 
Phoenix, Arizona 85014 
FAX: (602) 253-8129 
Email: brigitte.finleygreen@squirepb.com 
Notices to the Maricopa Authority shall be sent to: 
Shelby Scharbach 
Executive Director 
The Industrial Development Authority 
   of the County of Maricopa 
8687 East Via de Ventura, Suite 306 
Scottsdale, Arizona 85258 
Email: shelby@mcida.com 
with a copy to: 
Gregg Gehlfi 
Business Development Officer 
The Industrial Development Authority 
   of the County of Maricopa 
8687 East Via de Ventura, Suite 306 
Scottsdale, Arizona 85258 
Email: gregg@mcida.com 
and 
The Industrial Development Authority 
   of the County of Maricopa 
Attn: Administrator 
8687 East Via de Ventura, Suite 306 
Scottsdale, Arizona 85258 
Email: janis@mcida.com and mary@mcida.com 
and

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Brigitte Finley Green, Esq. 
Squire Patton Boggs (US) LLP 
2325 East Camelback Road, Suite 700 
Phoenix, Arizona 85014 
FAX: (602) 253-8129 
Email: brigitte.finleygreen@squirepb.com 
A Notice shall be deemed received at the time it is personally served, on the day it is sent by 
facsimile transmission or email, or, if mailed, five calendar days after the Notice is deposited in the United States 
mail addressed as above provided. Any time period stated in a Notice shall be computed from the time the Notice 
is deemed received. A party may change its address or the person to receive Notice by notifying the other parties 
as provided in this paragraph. Notices sent by facsimile transmission or email shall also be sent by regular mail 
to the recipient at the above address. This requirement for duplicate notice is not intended to change the effective 
date of the Notice sent by facsimile transmission or email. 
8.2 
Severability. If any provision of this Agreement is declared void or unenforceable, the 
provision shall be deemed severed from this Agreement, and the Agreement shall otherwise remain in full force 
and effect. 
8.3 
Additional Acts and Documents. Each party agrees to do all things and take all actions, 
and to make, execute and deliver other documents and instruments, as shall be reasonably requested to carry out 
the provisions, intent and purpose of this Agreement. 
8.4 
Assignment. This Agreement may not be assigned. 
8.5 
Conflict of Interest. All parties acknowledge that this Agreement is subject to 
cancellation pursuant to the provisions of Arizona Revised Statutes Section 38-511, as amended. By this 
reference, the provisions of said statute are incorporated herein to the extent of their applicability to 
contracts of the nature of this Agreement under the laws of the State. 
8.6 
Third Party Beneficiaries. The parties do not intend for any other party to be a 
beneficiary under this Agreement. 
8.7 
Dispute Resolution. 
8.7.1 
In the event that a dispute arises under this Agreement that cannot be settled 
through negotiation, the dispute shall be resolved (a) first by the parties trying in good faith to settle the dispute 
by non-binding mediation, the mediation session to be held in Phoenix, Arizona, and to be commenced within 
14 days of the appointment of a mediator by the parties, or (b) if the dispute cannot be settled by mediation, then 
by arbitration pursuant to the Arizona Uniform Arbitration Act (A.R.S. § 12-1501 et seq.) the arbitration to be 
held in Phoenix, Arizona, before a single arbitrator selected by the parties, and judgment on the award rendered 
by the arbitrator may be entered in any court having jurisdiction. If the parties are unable to agree on a mediator 
or an arbitrator, they agree to apply to the Superior Court for Maricopa County for the appointment of a mediator 
or arbitrator. The prevailing party shall be entitled to payment or reimbursement of all of its reasonable fees and 
expenses, including reasonable attorneys’ fees and expenses. 
8.7.2 
In the event of a dispute under this Agreement, an Authority is entitled to 
recover only any fees, costs and expenses allocable to the Authority under Section 5.2.3 and any fees and 
expenses payable under Section 8.7.1. 
8.8 
Counterparts. This Agreement may be executed in any number of counterparts, as such 
counterparts shall be deemed to constitute one and the same instrument, and each counterpart is deemed an 
original.

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8.9 
Governing Law. This Agreement is governed by the laws of the State. 
9. 
Role of the City and the County. 
9.1 
Authorization and Consent. Each of the City and the County acknowledges that the 
exercise of joint powers as set forth in this Agreement is in furtherance of the best interests of its respective 
constituencies, and on this basis, each of the City and the County consents and agrees to the exercise of the joint 
powers of each Authority, to the extent necessary, within its respective jurisdiction in accordance with the terms 
and conditions set forth above. 
9.2 
Limit of Liability. Notwithstanding any provision here to the contrary, the parties 
acknowledge and agree that neither the City nor the County shall have any pecuniary liability with respect to 
(i) the development of the Series 2023 Program, (ii) the issuance and sale of the Series 2023 Program Bonds, 
(iii) the administration of the Series 2023 Program, or (iv) any fees and expenses incurred by any of the parties 
to this Agreement. This provision is a material inducement to each of the City and the County approving and 
entering into this Agreement. 
 
[Remainder of page intentionally left blank.]

1097602350\1\AMERICAS 
IN WITNESS WHEREOF, this Agreement has been executed as of the date and year first written above. 
THE INDUSTRIAL DEVELOPMENT 
AUTHORITY OF THE CITY OF PHOENIX, 
ARIZONA, an Arizona nonprofit corporation 
By:  
 
 
 
 
 
 
Name:  
Juan Salgado 
 
 
 
 
Its:   
Chief Executive Officer  
 
 
 
APPROVED AS TO FORM IN ACCORDANCE 
WITH A.R.S. § 11-952.D: 
 
 
 
 
 
 
 
Squire Patton Boggs (US) LLP 
Counsel to The Industrial Development 
Authority of the City of Phoenix, Arizona 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
[PHOENIX AUTHORITY SIGNATURE PAGE TO 
COOPERATIVE/INTERGOVERNMENTAL AGREEMENT]

1097602350\1\AMERICAS 
THE INDUSTRIAL DEVELOPMENT 
AUTHORITY OF THE COUNTY OF 
MARICOPA, an Arizona nonprofit corporation 
By:  
 
 
 
 
 
 
Name:  
Shelby Scharbach 
 
 
 
Its:   
Executive Director 
 
 
 
 
APPROVED AS TO FORM IN ACCORDANCE 
WITH A.R.S. § 11-952.D: 
 
 
 
 
 
 
 
Squire Patton Boggs (US) LLP 
Counsel to The Industrial Development 
Authority of the County of Maricopa 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
[MARICOPA AUTHORITY SIGNATURE PAGE TO 
COOPERATIVE/INTERGOVERNMENTAL AGREEMENT]

1097602350\1\AMERICAS 
CITY OF PHOENIX, a municipal corporation  
JEFF BARTON, City Manager 
By:  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ATTEST: 
 
 
 
 
 
 
 
 
 
City Clerk 
 
APPROVED AS TO FORM IN ACCORDANCE 
WITH A.R.S. § 11-952.D: 
 
 
 
 
 
 
 
 
 
City Attorney 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
[CITY SIGNATURE PAGE TO 
COOPERATIVE/INTERGOVERNMENTAL AGREEMENT]

1097602350\1\AMERICAS 
MARICOPA COUNTY  
By:  
 
 
 
 
 
 
Its:   
 
 
 
 
 
 
 
ATTEST: 
 
 
 
 
 
 
 
 
 
APPROVED AS TO FORM IN ACCORDANCE 
WITH A.R.S. § 11-952.D: 
 
 
 
 
 
 
 
 
Maricopa County Attorney 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
[COUNTY SIGNATURE PAGE TO 
COOPERATIVE/INTERGOVERNMENTAL AGREEMENT]

1097602350\1\AMERICAS 
EXHIBIT A 
 
PROGRAM SUMMARY

Page 1 
1401 Lawrence Street, Suite 900, Denver CO 80202 | www.stifel.com/publicfinance  
 
The Industrial Development Authority of the City of Phoenix, Arizona and  
The Industrial Development Authority of the County of Maricopa  
$200 Million Series 2023 Single Family Mortgage Revenue Bond Program (the “Program”) 
Program Summary 
Dated September 27, 2023 
The IDA Partnership 
• 
The IDAs of the City of Phoenix and Maricopa County (the “IDAs”) have been joint issuers of tax-
exempt single family mortgage revenue bonds (“SFMRBs”) since 2000. To date, the IDAs have jointly 
issued over $725 million in SFMRBs. 
• 
The IDAs also jointly sponsor the non-bond, market priced Home in Five Advantage Program (the “HIFA 
Program”). 
Why Mortgage Revenue Bonds?  
• 
Given current market conditions, “at market” mortgage loan rates and the HIFA Program’s mortgage 
loan rates with assistance are significantly higher than in previous years, which makes it increasingly 
difficult for homebuyers to qualify for a home purchase.   
• 
Current market conditions for the issuance of SFMRBs under the Program (the “Program Bonds”) are 
favorable: (i) a wide spread between tax-exempt and market (taxable) bond rates and (ii) an inverted 
yield curve allowing bond proceeds to be invested at a rate of return close or equal to the bond yield 
as Mortgage Loans are originated. Resulting loan rates are 1%-1.5% lower than market rate loan 
options.     
• 
The underlying first Mortgage Loans will be subject to IRS defined income limits and income 
calculations (based on family size), purchase price limits and first-time homebuyer requirements, 
which are currently: 
Income Limit (by Family Size) 
Family of 2 or less 
Family of 3 or more 
Purchase Price Limit 
Non-Targeted Borrowers 
$96,072 
$112,200 
$540,422 
Targeted Borrowers 
$110,483 
$130,900 
$660,515 
• 
The Program is viewed as a complement to, and not a substitute for, the HIFA Program, which offers 
higher income limits and more flexible underwriting guidelines. 
Program Participants 
• 
Joint Issuers: The Industrial Development Authority of the City of Phoenix, Arizona and The 
Industrial Development Authority of the County of Maricopa 
• 
Issuers’ Counsel: Squire Patton Boggs (US) LLP 
• 
Bond Counsel: Kutak Rock LLP 
• 
Bond Trustee: U.S. Bank Trust Company, National Association 
• 
Municipal Advisor: CSG Advisors 
• 
Bond Underwriter: Stifel Nicolaus 
Preliminary cash flows for the initial series of Program Bonds (the “Series 2023A Bonds”) project a first 
Mortgage Loan rate at or around 6.30%, with a 4% sized, deferred payment, forgivable, 0% interest 
rate, Second Loan as down payment assistance, compared to a 7.28% “at market” loan rate with no 
assistance (reported as of this date by Mortgage News Daily).

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• 
Bond Underwriter’s Counsel: Greenberg Traurig, LLP 
• 
Servicer: Lakeview Loan Servicing 
• 
Program Administrator/Compliance Agent: eHousingPlus     
 
Proposal – General Indenture 
• 
The IDAs are seeking authorization to issue up to $200 million of Program Bonds over the next 3 years 
pursuant to a “master” General Indenture. The Program Bonds will be approximately $25-$75 million 
per series to allow for the repricing of the first Mortgage Loan rates from time to time in order to remain 
competitive relative to market rates. 
• 
The IDAs will apply for private activity volume cap for the $25-$30 million Series 2023A Bonds, which 
are expected to be issued in November 2023. The additional $170-$175 million in volume cap will 
be applied for at a later date and is subject to availability.   
Bond and Mortgage Loan Structure 
• 
The General Indenture allows for a significant amount of flexibility with respect to how the Program 
Bonds are structured, including but not limited to the issuance of fixed rate serial bonds, par term 
bonds and premium call-protected ‘planned amortization class’ (“PAC”) term bonds.   
• 
The Program Bonds will qualify for an expected rating of no less than “Aa2” from Moody’s.  
• 
The Program Bonds are limited obligations of the IDAs, secured solely by the pledged assets and 
revenues. There is no recourse or liability to the IDAs. 
• 
The General Indenture also allows for flexibility with respect to the first Mortgage Loans and the form 
and terms of down payment assistance Second Loans offered.  
 
 
 
 
 
• 
Once the Program Bonds are issued, proceeds will be invested in qualified investments or a qualified 
investment vehicle and used to purchase, over a 6-12 month period, mortgage backed securities 
(“MBS”), guaranteed as to timely payment by GNMA, Fannie Mae or Freddie Mac. 
IDA Financial Contribution 
• 
Once the Program Bonds are issued, the available sources of funds are applied against the total 
uses of funds. In the event of a shortfall, an issuer contribution will be required. The IDAs are 
initially committing up to $7 million each from their own resources for the entire $200 million 
Program (the “IDA Contribution”). Expected sources and uses of funds for the Series 2023A Bonds 
are as follows: 
 
 
 
 
Series 2023A Bonds will include only FHA insured and VA guaranteed first Mortgage Loans but future 
Program Bonds are likely to allow RD guaranteed, Fannie Mae and/or Freddie Mac eligible first 
Mortgage Loans. 
Series 2023A Bonds will provide a Second Loan (4% of the first Mortgage Loan amount), with a 
stated interest rate of 0%, for which principal is deferred, due in full upon sale or refinance but 
forgiven in full on the 7-year anniversary date.

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Sources of Funds 
Uses of Funds 
Bonds Issued 
$30,000,000 Acquisition of GNMA MBS [1] 
$30,000,000 
PAC Bond Premium 
1,114,400 Down Payment Assistance (4%) [1] 
1,200,000 
Servicer Contribution (1%) 
300,000 Lender Compensation (1.5%) [1] 
450,000 
IDA Contribution 
1,755,600 Capitalized Interest [2] 
950,000 
 
 Cash Flow Lag (0.60%) [3] 
180,000 
 
 Bond Issuance Costs  
390,000 
Total Sources of Funds 
$33,170,000 Total Uses of Funds 
$33,170,000 
[1] MBS are purchased by the Bond Trustee at a 104.5 price.  
[2] This assumes a 0% Series 2023A Bond proceeds reinvestment rate.  
[3] This covers the accrued interest on the MBS purchased 
 
• 
Currently, there are no investment vehicles for bond proceeds offering a guaranteed fixed rate return 
that satisfies rating agency requirements.  Therefore, for Series 2023A Bonds cash flow purposes the 
rating agencies will require the assumption of a 0% reinvestment rate.  
• 
Series 2023A Bond proceeds can still be invested in attractive qualified money market funds. Current 
money market returns are in the 5% range.  
 
“Unreimbursed” Portion of the IDA Contribution/Net Economic Benefit   
• 
For each series of Program Bonds, the Municipal Advisor will provide the IDAs with the following:  
o the IDA Contribution required; 
o a projection on the reimbursement of the IDA Contribution the IDAs may expect from 
reinvestment earnings subject to release after the loan origination period; and 
o a projection on the ongoing issuer fee from cash flow and the surplus after that series of 
Program Bonds are redeemed in full (in present value terms) in relation to the 
“unreimbursed” amount of the IDA Contribution (the “Net Economic Benefit”).    
  
 
 
 
 
 
For Series 2023A Bonds, cash flow projections indicate that the sum of the cash flows generated from the 
ongoing issuer fee and the surplus after the Series 2023A Bonds are redeemed in full, less the 
unreimbursed portion of the IDA Contribution, are summarized as follows: 
For Series 2023A Bonds, of the $1.8 million projected as the IDA Contribution, as much as $750,000 
could be recouped from investment earnings during the MBS acquisition period. The remaining 
“unreimbursed” portion of the IDA Contribution may be recouped over time from ongoing fees paid to the 
IDAs while the Program Bonds are outstanding, as well as surplus funds after the Program Bonds are 
redeemed in full.

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1401 Lawrence Street, Suite 900, Denver CO 80202 | www.stifel.com/publicfinance  
 
 
Loan Prepayment Speed 
Revenue Source to the IDAs 
100% PSA 
150% PSA 
200% PSA 
300% PSA 
400% PSA 
Ongoing IDA Fee (.20%) 
$491,693 
$413,456 
$355,730 
$277,977 
$229,014 
Surplus after Bonds Redeemed 
1,634,206 
1,431,805 
1,388,849 
1,219,163 
1,018,845 
Less: IDA Unreimbursed Contribution (1,005,600) 
(1,005,600) 
(1,005,600) 
(1,005,600) 
(1,005,600) 
Net PV Economic Benefit 
$1,120,299 
$839,661 
$688,979 
$491,540 
$242,259 
  As a % of the Bonds Issued 
3.7% 
2.8% 
2.3% 
1.6% 
0.8% 
 
Net Economic Benefit to the IDAs  
• 
See attached Exhibit for Municipal Advisor projections on the “reimbursed” and “unreimbursed” IDA 
Contribution for the $200,000,000 of Program Bonds issued.  
 
 
Home in Five Platinum Program 
- The Loan Origination Process - 
 
 
 
Lender Network 
• 
The IDAs will solicit existing HIFA Program originating lenders to gauge their interest in signing a 
Master Mortgage Purchase Agreement and offering the “Home in Five Platinum Program” to eligible 
borrowers.    
• 
Participating lenders (“Lenders”) must also be approved as correspondent lenders with Lakeview 
Loan Servicing (the “Servicer”), which will purchase all first Mortgage Loans and receive the Second 
Loans (which are originated in the names of the IDAs) from the Lenders for servicing for the IDAs.  
• 
Lenders must abide by the IDAs’ Program guidelines and the Servicer’s Lender Guide.   
Bond Series Release Date and Loan Applications 
Once a series of Program Bonds are priced: 
• 
Lenders will be notified of all key series information, including but not limited to the availability of 
funds, the applicable income limits and purchase price limits, the first Mortgage Loan rate, the size 
and terms of the Second Loan and the timeframe (dates) during which loans may be submitted to the 
Servicer for purchase.  
• 
Lenders may begin accepting borrower applications per Program eligibility guidelines. 
• 
Lenders will rate lock (60 day commitments) through the eHousingPlus on-line lender portal. 
• 
Within 45 days of the rate lock, the first Mortgage Loans must have been underwritten by the Lender.  
• 
Within 60 days of rate lock, the first Mortgage Loans will close and fund. The Lender will advance the 
Second Loan assistance for the benefit of the Borrower(s) on behalf of the IDAs.

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1401 Lawrence Street, Suite 900, Denver CO 80202 | www.stifel.com/publicfinance  
 
Pre-Purchase Compliance Review by eHousingPlus 
• 
After the loan closing, Lenders will submit a file of loan documents to eHousingPlus for review to 
ensure that the Mortgage Loan meets the federal/state rules, specifically:  
o The household income does not exceed the applicable income limit 
o The First Time Homebuyer requirement is met (unless exempt) 
o All required affidavits and certifications are accurate and signed  
o Arizona set-aside rules for low income and manufactured housing are met, and federal rules 
for targeted area requirements are met 
Lender Compensation (2.5% total) 
• 
Lenders are permitted to charge the Borrower an Origination Fee of up to 1%. Additionally, Lenders 
may charge “customary and reasonable” per loan fees (appraisal, title, credit reports, etc.). 
• 
The Servicer will pay Lenders 1.5% as first Mortgage Loans are purchased.      
Loan Aggregation and Pooling into Securities/Delivery to the Bond Trustee 
• 
First Mortgage Loans will be pooled into MBS and delivered to the Bond Trustee, delivery versus 
payment, at a stated approximate 104.5% purchase price.  
• 
Lenders will provide the Servicer with representations and warranties that the first Mortgage Loan is 
eligible for such pooling.

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1401 Lawrence Street, Suite 900, Denver CO 80202 | www.stifel.com/publicfinance  
 
EXHIBIT 
 
 
 
 
2023A
2024A
2024B
2024C
Calendar Years
Issue #1
Issue #2
Issue #3
Issue #4
2025-26
TOTAL
Bond Par Amount
30,000,000
$   
50,000,000
$   
50,000,000
$   
70,000,000
$   
TBD
200,000,000
$     
Sources of Funds
Bond Premium Raised*
3.71%
1,114,400
       
1,857,000
       
1,857,000
       
2,600,000
       
7,428,400
            
Uses of Funds
DPA Needed
4.0%
1,200,000
       
2,000,000
       
2,000,000
       
2,800,000
       
8,000,000
            
Neg Arb Reserve*
3.2%
950,000
           
1,583,000
       
1,583,000
       
2,217,000
       
6,333,000
            
Cash Flow Lag*
0.6%
180,000
           
300,000
           
300,000
           
420,000
           
1,200,000
            
Add'l SRP Deposit**
0.5%
150,000
           
250,000
           
250,000
           
350,000
           
1,000,000
            
Costs of Issuance*
1.3%
390,000
           
650,000
           
650,000
           
910,000
           
2,600,000
            
TOTAL USES OF FUNDS
2,870,000
$     
4,783,000
$     
4,783,000
$     
6,697,000
$     
19,133,000
$       
IDA Contribution (Gross)
1,755,600
$     
2,926,000
$     
2,926,000
$     
4,097,000
$     
11,704,600
$       
Less Reimbursement of Neg Arb Funds
(950,000)
         
(1,583,000)
      
(3,800,000)
      
(6,333,000)
          
IDA Contribution (Net)
1,755,600
$     
2,926,000
$     
1,976,000
$     
2,514,000
$     
(3,800,000)
$   
5,371,600
$          
* Estimates
** Represents the difference in the additional lender comp (1.5%) and the estimated SRP received from the Servicer (1.00%).
 from 2024B       
and 2024C